LOS ANGELES – Customers and former employees of Ameriquest Capital Corp., the nation's
largest sub-prime mortgage lender, have claimed in court documents and interviews that the company has engaged in
improper practices ranging from forging documents to lying about borrowers' income to qualify them for loans they can't
afford.

Mark Bomchill says he'd like to forget the year he spent hustling mortgages for Ameriquest Capital Corp. in
suburban Minneapolis.

Slugging down Red Bull caffeine drinks, sales agents would work the phones hour after hour, he said, trying to turn cold calls into
lucrative "sub-prime" mortgages — high-cost loans made to people with spotty credit.

The demands were relentless: One manager prowled the aisles between desks like "a little Hitler," Bomchill said, hounding agents to make
more calls and push more loans, bragging that he hired and fired people so fast that one worker would be cleaning out his desk as his
replacement came through the door.

"It was like a boiler room," said Bomchill, 37. "You produce, you make a lot of money. Or you move on. There's no real compassion or
understanding of the position they're putting their customers in."

Indeed, Bomchill — who said he left Ameriquest because he didn't like the way the company treated its employees and customers, and now
works as a mortgage broker — contends that the drive to close deals and grab six-figure salaries led many Ameriquest employees astray: They
forged documents, hyped customers' creditworthiness and "juiced" mortgages with hidden rates and fees.

Such claims are not unusual against sub-prime lenders, which are a frequent target of consumer groups.

Ameriquest, however, has been held up as an industry model since agreeing in 2000 to establish a fund for needy borrowers and to adhere to
a list of "best practices." The company says it holds itself "to the highest standards" and does not tolerate unethical or improper
behavior by its employees.

The nation's largest sub-prime mortgage lender, based in Orange, has sought to burnish its image as it moves into prime, or mainstream,
mortgage lending. It has increased its political profile, donating heavily to various campaigns, including in Sacramento. The privately
held company, which may be considering a public stock offering, committed $75 million to have the Texas Rangers ballpark dubbed Ameriquest
Field. And on Sunday it should gain even more recognition when it sponsors the halftime extravaganza at Super Bowl XXXIX.

"At Ameriquest," the company likes to say, "we never forget that our customers deserve respect, fairness and honesty."

Yet a far different picture emerges from public records, interviews and dozens of consumer lawsuits:

• Ameriquest customers filed more complaints with the Federal Trade Commission from 2000 through 2004 than did those of two of its biggest
competitors combined, the agency said — 466 compared with 101 for Full Spectrum Lending (Calabasas-based Countrywide Financial Corp.'s
sub-prime unit) and 51 for Irvine-based New Century Financial Corp.

• From 2000 through 2004, 134 complaints (including allegations of fraud and unfair business practices) were registered against Ameriquest
with the California Department of Corporations, compared with 39 for New Century and 21 for Full Spectrum.

• Recent lawsuits filed by consumers in California and at least 20 other states allege a pattern of fraud, falsification of documents,
bait-and-switch sales tactics and other violations. Six of these suits seek class-action status to represent large groups of borrowers;
such status has been granted for a 2001 suit filed in Redwood City, Calif. In a sworn declaration in that case, a former loan officer named
Kenneth Kendall said Ameriquest managers encouraged employees to "promise certain interest rates and fees, only to change those rates at
the time of the closing."

Ameriquest says it doesn't comment on pending litigation. But it notes that since 2003, it has had in place automated systems that allow
loan officers to lower rates but not to raise them.

• In court documents and interviews, 32 former employees across the country say they witnessed or participated in improper practices,
mostly in 2003 and 2004. This behavior was said to have included deceiving borrowers about the terms of their loans, forging documents,
falsifying appraisals and fabricating borrowers' income to qualify them for loans they couldn't afford.

Five of these former employees made their claims as part of employment discrimination lawsuits that they filed against Ameriquest. Three
other ex-employees gave sworn statements in connection with other lawsuits against the company. Among the other ex-employees, most were
referred to the Los Angeles Times by people who had worked in the offices where alleged improprieties occurred. The newspaper sought them
out so as not to rely solely on information provided by those in litigation with the company.

• Two ex-workers at an Ameriquest office in Sacramento that focuses on retaining existing customers said people often were solicited to
refinance loans that they had for less than two years. In adopting a best-practices standard in 2000, Ameriquest pledged not to resolicit
its customers for two years to discourage "flipping," or pushing new loans simply to generate fees and commissions.

Nearly one in nine mortgages made by Ameriquest last year was a refinance of an existing company loan less than 24 months old, according to
an analysis of public records by DataQuick Information Systems done at the request of The Times. That was a higher rate than for any of six
competitors included in the analysis.

Ameriquest says that it doesn't solicit refinancings from its customers within two years, but that many of its borrowers contact the
company on their own seeking a new loan.

• On Jan. 10, the Connecticut Department of Banking said it would seek to bar Ameriquest from doing business in the state for allegedly
charging excessive fees and repeatedly violating a state law aimed at preventing loan flipping. Ameriquest is challenging the action.

Consumer activists say the company, a big-time donor to both Democrats and Republicans and the No. 1 contributor to the 2005 Presidential
Inaugural Committee, has also been lobbying against state legislation aimed at countering alleged abuses by sub-prime lenders.

"They try to paint themselves as the good guys — that they've adopted best practices and they're kind of the gold standard for the
industry," said Norma Garcia, a California lobbyist for Consumers Union. "But really, when you look at what they're doing to try to fight
predatory- lending legislation, it shows exactly where they're coming from."

For its part, Ameriquest has maintained that so-called anti-predatory lending laws hurt the poor by making it harder for them to get
credit.

Courting Politicians

Ameriquest executives declined requests for interviews, asking instead for a written list of questions. The company answered some of those
questions in writing and also offered a general statement about its practices.

"In its 25-year history, Ameriquest has helped hundreds of thousands of homeowners purchase or refinance their homes, making it possible
for them to achieve their financial goals and enhance their quality of life," the statement said. "We are proud of our role in helping
increase homeownership to historic levels. We are a nationwide lender and our goal is to be an industry leader.

"Ameriquest pioneered innovative best practices in the mortgage industry," the statement continued. "We have procedures and internal
controls in place that are designed to ensure that underwriting standards, pricing policies and property valuations are fair and accurate.
We act promptly to resolve any issues that arise."

The company is headed by Chairman Roland E. Arnall, a developer and financier who in 1977 helped found the Simon Wiesenthal Center, a
Jewish human rights organization, and served for 16 years on the California State University board of trustees.

Arnall, 65, a media-shy billionaire, has made headlines in recent years by buying a 10-acre Los Angeles estate for $30 million from singer
Engelbert Humperdinck and a ranch in Aspen, Colo., for $46 million from movie mogul Peter Guber. Attendees at Arnall's holiday party late
last year included Gov. Arnold Schwarzenegger and his wife, Maria Shriver, along with the couple they replaced in Sacramento, Gray and
Sharon Davis. Also mingling at the soiree were other politicians from both sides of the aisle, including Atty. Gen. Bill Lockyer, a
Democrat.

Ameriquest is among the largest political donors in California, spending $3.8 million in the 2003-04 election cycle on state candidates and
ballot measures. Schwarzenegger was the largest benefactor, picking up $1.18 million of the company's money for his various campaign bank
accounts, among them his reelection committee and one he uses to promote ballot measures.

In response to the barrage of lawsuits, the company has pointed to signed documents from customers saying they understood the terms of
their loans. In a Florida lawsuit seeking class-action status, for example, Ameriquest asserts that the plaintiffs "distorted the actual
facts concerning the underlying transactions." The allegation that borrowers didn't receive proper disclosures, Ameriquest says, is
"directly belied by the fact that each plaintiff acknowledged in writing that they had received such disclosures."

But the plaintiffs in those cases contend that loan salespeople used fast talk and sleight-of-hand paper shuffling to get them to sign
documents without knowing the consequences.

An East Palo Alto resident, Sara Landa, said Ameriquest employees tricked her into signing a mortgage that required her to pay $2,494 a
month, more than she earns cleaning houses. All the negotiations were in Spanish, according to Landa's lawsuit, but all the loan documents
were in English — a language in which she's not proficient.

"The only thing she ever got from Ameriquest that was in Spanish was a foreclosure notice," said her lawyer, Nathaniel McKitterick.

Landa and Ameriquest reached a confidential settlement in December. Ameriquest did not admit wrongdoing. In its response to The Times, the
company said it went to "great lengths to ensure customers are fully informed about loan terms so there are no surprises at the closing
table."

Allegations of falsified documents are a common thread in the borrower lawsuits and in more than two dozen accounts from ex-workers.

In a suit filed Jan. 14 in U.S. District Court in San Francisco, Nona Knox claims that Ameriquest qualified her and her late husband,
Albert, for a loan by fabricating documents showing that he earned $6,800 a month as proprietor of Knox Music Academy. At the time of the
loan, the suit says, Albert Knox was 79 and suffering from terminal cancer. The music school never existed, the suit says.

"Mr. Knox had never played a musical instrument," said Aaron Myers, an attorney for Nona Knox, whose complaint against Ameriquest centers
on other issues, including allegedly excessive closing costs. "This was truly made up out of whole cloth without their knowledge or
consent, or any suggestion from them."

The company has not yet formally responded to Knox's lawsuit, which seeks class-action status. Before the suit, Ameriquest wrote to her
attorneys denying anything was amiss with the loan.

"Whatever you had to do to close a loan, that's what was done," said Brien Hanley, a former loan agent at the company's Leawood, Kan.,
branch. "If you had to state somebody's income at $8,000 a month and they were a day-care provider, who's to say it wasn't?"

Hanley said he quit because he was fed up with conditions at the company. He now works as a mortgage broker elsewhere.

Lisa Taylor, a former loan agent at Ameriquest's customer-retention office in Sacramento, said she witnessed documents being altered when
she walked in on co-workers using a brightly lighted Coke machine as a tracing board, copying borrowers' signatures on an unsigned piece of
paper.

Taylor contends in a lawsuit filed in Sacramento County Superior Court that she was fired for complaining about sexual harassment and
widespread falsification of documents. Ameriquest has not filed a response to Taylor's allegations. Both sides have agreed to have an
arbitrator decide the case.

Meanwhile, appraisers in six states said in interviews that Ameriquest had tried to bulldoze them into inflating home values and, in some
cases, lying about property defects.

"Ameriquest is the king of this kind of thing," said Greg Boyd, an appraiser in Hopland, Calif. "The loan officers are … aggressive, pushy,
they talk fast. They know how to put the pressure on."

Ameriquest says it has "tight controls and policies to help ensure accurate property valuations."

Several former loan officers said employees frequently abused the company's "stated income" loan program, which requires only a letter from
the borrower declaring how much he or she makes. Borrowers were told what their income had to be to qualify, these ex-workers said, and
they were often coached to invent fictitious side jobs, such as home-based computer consulting, to hit the mark.

Nearly one out of every six Ameriquest mortgages sold to Wall Street investors in 2004 was a stated-income loan, according to a Times
analysis of 90,000 Ameriquest mortgages listed in filings with the Securities and Exchange Commission.

Many of the ex-employees likened Ameriquest's culture to the rough-and-tumble world of "Boiler Room," a 2000 movie about fast-talking,
young stock swindlers who revel in their powers of anything-goes salesmanship.

The comparison is more than happenstance: "That was your homework — to watch 'Boiler Room,' " Taylor said. Managers and employees passed
around the film to keep themselves fired up, she and others explained. Kendall, in a sworn declaration in the Redwood City class-action
case, said that watching "Boiler Room" was part of his Ameriquest training.

It was all about "the energy, the impact, the driving, the hustling," Taylor said.

Bomchill, who worked as a loan officer in the Minneapolis suburb of Plymouth in 2002 and 2003, said Ameriquest managers often discouraged
questionable practices — but with a wink: "It was kind of … see no evil, hear no evil."

Three other former workers at the branch said Bomchill's description was accurate.

"I really don't think they have the customers' best interest in mind at all," said Troy Huston, a former colleague of Bomchill's who now
works as a broker for Access Home Finance in Bloomington, Minn.

"They really are all about making the dollar and dealing with the consequences later."

Not everyone, though, shares that view. One former employee at the Plymouth branch disputed Bomchill's account of widespread misdeeds. The
employee, who asked not to be named, said he believed some appraisals might have been inflated. But overall, he said, "we had a respect for
the rules and wanted to do things honestly."

Several of the former employees who were interviewed also stressed that no one at Ameriquest encouraged them to violate laws.

"I truly do believe that nothing illegal was done," said Brock Fegan, a loan officer at Ameriquest's Grand Rapids, Mich., branch in 2004.

Still, Fegan said he was concerned about how Ameriquest targeted "poorly informed customers" and stocked its branches with ill-trained loan
officers who "a lot of times don't know what they are doing." As a result, he said, many customers — including some with excellent credit
histories — end up slammed with high rates and excessive fees.

Ameriquest says its training system "equips our associates with the tools and information they need" to do their jobs properly.

Denouncing Tactics

The allegations against Ameriquest are the latest for the sub-prime industry, which charges higher fees and interest rates to customers who
may have missed mortgage payments, run up huge credit card debts or struggled with job losses and bankruptcies.

Many such clients are financially unsophisticated, increasing the chance of their being exploited.

"There is a huge imbalance of power and knowledge between the people making these loans and the borrowers," said Benjamin G. Diehl, a
specialist in lending abuse with the California attorney general's office.

Sub-prime lenders made $587 billion in new mortgages last year, up from $390 billion in 2003, according to National Mortgage News. During
the first nine months of 2004, Ameriquest's slice of that was about $37 billion, including $16 billion in the third quarter, the trade
publication estimated. (The company stopped releasing its lending figures in late 2003.) At that pace, Ameriquest's total for the year was
set to exceed $50 billion.

Ameriquest traces its roots to Long Beach Savings & Loan, a thrift headed by Arnall during the 1980s. The bank moved to Orange in 1991 and
was converted to a pure mortgage lender in 1994.

In 1996, the company, renamed Long Beach Mortgage Co., paid $4 million to settle a Justice Department lawsuit accusing it of gouging older,
female and minority borrowers. Prosecutors accused it of allowing mortgage brokers and its employees to add a fee to these customers of as
much as 12% of the loan amount.

The company later reorganized as Ameriquest Capital. Its Ameriquest Mortgage Co. unit makes direct loans to customers, and its Argent
Mortgage Co. works with independent brokers.

In the late 1990s, the company's sub-prime lending drew the attention of a national housing advocacy group, Assn. of Community
Organizations for Reform Now, or ACORN. The group's president, Maude Hurd, denounced the company as a collection of "slimy mortgage
predators." About the same time, the Federal Trade Commission began an investigation into its lending practices.

In July 2000 Ameriquest worked out a cease-fire with ACORN.

The deal included a commitment to make $360 million in low-interest, low-fee loans to customers in the largely minority neighborhoods where
ACORN operates. (Ultimately, according to ACORN, Ameriquest made only a small fraction of those loans because the group found other firms
offering better terms for community residents. Ameriquest says it continues to work with ACORN on the program.)

Soon after, the FTC called off its investigation. Fair lending advocates, including the National Community Reinvestment Coalition and the
Leadership Conference on Civil Rights, hailed Ameriquest as a progressive force in the sub-prime market.

With its regulatory and image problems behind it, Ameriquest embarked on an all-out marketing offensive that now includes an Internet
advertising blitz and two blimps that hover over major sporting events.

According to the ex-loan officers interviewed by The Times, however, the company's growth has been generated more by hard-sell tactics than
by slick marketing. They described 10- and 12-hour days punctuated by "power hours" — nonstop cold-calling sessions to lists of prospects
burdened with credit card bills; the goal was to persuade these people to roll their debts into new mortgages on their homes.

Employees who put up big numbers, they said, were rewarded with trips to Hawaii and the Super Bowl and, in some cases, with $100,000-plus
salaries. No matter how many loans they peddled, however, the pressure rarely eased, ex-employees said.

"I don't think there's a day that went by that I wasn't told I was going to be fired," recalled Omar Ross, who said he was a top producer
when he worked for Ameriquest in Grand Rapids in 2003 and 2004, quitting the company that year. "I was told I was going to be fired at
least 200 times."

Supervisors didn't let up even when he was meeting his quota, Ross said. "They would tell everybody: 'Omar did 10. How come everybody else
can't do 10?' Then in private they would turn around and say: 'Why can't you do more? You're slacking. You're capable of doing more.' "

In such a rabid atmosphere, several ex-employees said, abuses become inevitable.

"You close fast because the longer somebody has to sit and think about it, the longer they have to think about the numbers," said Dave
Johnson, a former branch manager in suburban Detroit. "You don't want somebody to get buyer's remorse before they close."

Hudson is a journalist based in Roanoke, Va., and Reckard is a Times staff writer. Times research librarian
John L. Jackson, news assistants Chris Tinkham and Todd Leibensperger and staff writer Dan Morain contributed to this report.